For many years, the plaintiffs’ bar has been very active in bringing class action litigation against public companies immediately after the announcement of adverse news concerning a company, which many times triggers a decline in the company’s stock price. Since at least the Yahoo data breach in 2013 (which led to a settled SEC enforcement action and a recently-settled class action lawsuit), plaintiffs’ lawyers have been increasingly drawn to using data breach problems to allege misconduct or fraud by corporate officials charged with keeping the securities markets apprised of all material information about a public company. Continue Reading Federal Court Dismisses Federal Securities Class Action Based on Data Breach
Ted Whittemore advises public, private, emerging and nonstock/non-profit businesses on a broad range of corporate, securities and governance matters with a focus on general corporate law, registered and exempt securities offerings, SEC compliance representation, mergers and acquisitions, and corporate finance. Ted has represented issuers and investors in public and private offerings of debt and equity securities and has advised securities professionals (broker-dealers, investment advisers, and their personnel) on registration, reporting and other regulatory and compliance matters. He advises public companies with their ongoing regulatory matters, including periodic reporting with the SEC, corporate disclosure and finance, stock exchange listing compliance, short-swing and insider trading matters, proxy regulation and deregistration issues. Ted has represented both buyers and sellers in merger, acquisition and divestiture transactions and has advised directors and officers with respect to their fiduciary obligations under state corporate laws. He also advises clients with respect to the formation, management and on-going operations of privately-held and nonstock/non-profit business entities. Ted has authored or co-authored a number of publications on issues including state corporate laws, SEC regulations, insider trading, securities offerings, financial privacy, and electronic financial services.
Yesterday, the Securities and Exchange Commission (SEC) announced an important administrative settlement with Altaba (Yahoo) related to the company’s failure to disclose a major security breach to its users and investors. Under the terms of the settlement, the company agreed to pay a $35 million civil money penalty to settle charges that it misled investors by failing to disclose one of the world’s largest data breaches in which hackers stole personal data relating to hundreds of millions of user accounts. Continue Reading Yahoo Settles Claims by SEC regarding 2014 Data Breach
On February 21, 2018, the SEC approved new interpretive guidance to assist public companies in preparing their disclosures about cybersecurity risks and incidents. The Release builds upon and expands on the SEC’s 2011 staff guidance on cybersecurity matters. Continue Reading SEC Issues New Cybersecurity Disclosure Guidance for Public Companies